This proposal requests funding for a Shared Instrument to support a new, state of the art, high performance computational cluster for structural and functional image analysis. Specifically, we are proposing a 344 node cluster, comprised of 2.8 Ghz Xenon processors, that will greatly enhance the ability of users of the Martinos Center to conduct their currently funded research projects. Four broad areas of users are identified, and will realize a dramatic benefit: a) fMRI studies (to increase the throughput of surface analysis and statistical characterization), b) voxel-based morphometry studies (to increase throughput on large morphometry studies), c) multimodal integration studies (to facilitate complex forward and inverse modeling used in EEGIMEG/MRI and diffuse optical tomography) and d) algorithm development users (to enhance turnaround on technique optimization, validation and implementation.) A common feature that makes this migration possible is the use of the Freesurfer processing stream. This software already has in place a comprehensive, demonstrated infrastructure for distributed processing. Each of these classes of users has operational solutions now that utilize an existing but out-dated multi-mode compute server. Each of these users, however, will benefit from a more advanced server and the increased capabilities it engenders. The user community for this proposed instrument is broad; spanning 4 institutions (MGH, BWH, MIT, and BU) and many departments within these institutions. Also, this instrument enhances the performances capabilities of two Regional Resources, enabling these facilities to deliver greater computational power to their user.